


Polypus Aranea

by nerd_is_stored_in_the_me



Category: Spider-Man: Into the Spider-Verse (2018)
Genre: Alternate Universe, Caring Olivia Octavius, Comic Book Science, Comic Book Violence, Dubious Science, Gen, How Do I Tag, Light Angst, Miles is a sweetheart, Miles was born with his powers, My First Fanfic, Peter lives
Language: English
Status: In-Progress
Published: 2019-10-02
Updated: 2019-11-01
Packaged: 2020-11-15 06:11:02
Rating: Not Rated
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 3
Words: 7,941
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/20861531
Author URL: https://archiveofourown.org/users/nerd_is_stored_in_the_me/pseuds/nerd_is_stored_in_the_me
Summary: When Olivia Octavius discovers that she accidentally created a child with spider-powers by injecting a nurse with her experimental spiderformula she decides there's only one thing she can do. Raise the child as her own and train him to defeat spider-man.But this story is not about her. No its about her (kidnapped) adopted son as he learns about the world and discovers that maybe, spider-man isn't as evil as his mother makes him out to be





	1. prologue

**Author's Note:**

> this chapter is a little short because its just a introduction chapter. I promise they will get better and longer over time. Also this is my first fic. I hope you"ll enjoy it

Contrary to popular believe, Livia Octavius did in fact not get a kick out of torturing innocent civilians. No that special joy she got from making someone scream was only reserved for her enemies. What people also tend to forget was that she is, above all, a woman off science. So when she finally managed to recreate the infamous spiderformula responsible for making the arachnid themed pain in her backside she was overjoyed. 

Now she only had to get a (un)willing test subject. She spend weeks injecting underpaid grad students who just wanted to make a quick buck. Unfortunately she also spend those weeks watching dozens of underpaid grad students die.  
That is until she injected a woman who was currently in nursing school. This admittedly attractive woman had claimed she needed the extra money to buy a wedding dress. 

During the small talk Liv made before she suspected this woman would also inevitably die. Liv gathered that the nurse ( named Rio Morales but who really cared about the name of a dead woman) was marrying a straight lased cop who ironically had some bad run-ins with the law in his youth.

It wouldn’t really matter as she was probably about to die, but Liv still had the decency to pay attention to this woman’s last words. Except when she injected the woman with her slightly deadly masterpiece. Nothing happened. There was no foaming of the mouth, no sudden limbs growing out of her back (that had been an especially eventful one) and no end of a heartbeat that signaled this as well would be a failure. Instead the woman ( Liv guessed she should start calling her Rio now that it was likely she would survive) stood up and politely informed her that she would tell Liv if anything weird started happening. Liv smiled and told the woman that "the new flu vaccine" should protect her for a while and thanked her for her assistants.

9 months later and still nothing had happened. Not a call from a puzzled Rio curious as to why she could now easily lift a couch, or an upset husband threatening to sue her for accidentally killing his wife. Now Liv was a patient person, she could wait for a while if beneficiary. But she must admit this was testing even her patience.  
She decided it was best to just break in to Rio apartment. Now to a normal person this sounded insane. Luckily she was insane so she had no such concerns. After some research and planning she was more than ready to break into the cozy, low security apartment. It was almost insultingly easy to scale the walls and climb in through the window. 

Suddenly she heard something that made her pause. She had expected frightened screams and furious shouts to “Get out of my apartment." What she hadn’t expected were the quit whimpers of a child. When she turned around she could see a small crib with a ( admittedly cute) baby inside. when she approached it the cries grew louder and the most shocking thing happened.

the child turned invisible! at first she thought she had just hallucinated the whole thing ( it certainly wouldn’t be the first time) but upon further inspection with her infrared goggles she could clearly see the baby right there. Then the realization hit her.  
Rio had been pregnant during the experiment! It would certainly be easier for the formula manipulate the cells of an underdeveloped organism then it would be to rewrite the DNA off an adult! Her experiment was a success!

With this in mind she started to form a plan. Her original plan was to inject some unsuspecting civilian and experiment on them later. But even she wasn’t heartless enough to subject a baby to such torture. No this needed patience and careful observation. Unfortunately she simply didn’t have the time or skill to break continuously into the Morales/Davis apartment without anyone noticing. Plus as the baby grew older he would definitely notice her and alert his parents. 

There was really only one thing she could think of. Raise the baby herself. That way she could observe him freely and with a little luck she would have an ally on her side who could go toe to toe with her greatest enemy. Yes with patience and the right training this could be her most successful experiment yet. 

With a plan in mind and a new found motivation Liv grabbed the baby. Before she could jump out of the window and leave the child’s parents to a world of heartbreak she noticed the carefully painted name on the crib. "Miles" she whispered softly to the baby. Well, it would be as good of a name as any. With one last glance at the tiny nursery she disappeared into the night. Unknowingly changing destinies web. 

For better or for worse.


	2. Slice Of Life

**Notes for the Chapter:**

> Its just a bunch of oneshots I made. I have no idea how old Miles is because I don't know what children can do at certain ages. There's also a bunch of big time-jumps. The real plot will kick in in chapter three so look forward to that! I hope you have a nice day slash night.
> 
> Enjoy!

Olivia Octavius would be the first to admit she wasn’t the most mentally stable. But even with her insanity and arrogance she wasn’t one to lie to herself. Lying to oneself could cause unnecessary gaps in one’s judgement and an inflated confidence in one’s abilities. Which in turn caused one to take on more than they could handle.

This is why. When she told herself she did not care for the superhuman infant she had recently kidnapped. She immediately believed herself. Admittedly it probably wasn’t a good idea to listen to a crazy person, but that was what she had been doing for years now. Each time she looked at the small figure as she was feeding him or changed his diaper she reminded herself she did not care.

As the days went by and more and more people started asking questions about her absence. Liv decided it would be wise to go to alchemax as to not cause suspicion. She had set up some of her finest octopus-bots (she refused to call them ock-bots as her wall-crawling nemesis had named them) to watch over her most priced experiment and made to leave. 

Then the strangest thing happened. It started with this insistent tugging in her gut as if someone had tied her to her house. Then when she finally left the house her heart started clenching. When she reached the parking lot in front of the lab it had become so bad that it was hard for her to breath. She checked her mirror and what she saw shocked her. Her normally carefully controlled and calm face (if you looked close enough you could see a slightly manic glint in her eyes) was riddled with panic. 

That was when she realized she was having a panic attack. She hadn’t had one since the accident 2 years ago. To say that she was surprised with this development was an understatement of massif proportions. Insanity when handled right could be used to suppress one’s emotions to a certain extend. With this in mind she started searching for the source of all this unnecessary and slightly annoying panic. The realization hit her like one of those trucks the web slinging simpleton sometimes threw at her.

She missed the child. How this hadn’t occurred to her sooner was a mystery. It was quite logical really. To miss the most impressive thing she had ever created. When those juvenile prisons stripped her of her 4 robotic limbs she missed them quite a lot. There couldn’t possible another explanation. The only other reason she could think of was that she actually cared about the child and that would be just ridiculous. 

With the fact that her most prized possession was well protected in mind. She calmed down and walked into her lab. The rest of the day was spend being less productive then she wanted to be. For some unknown reason her mind kept wandering to the small child and hopefully future ally in her house. The time she didn’t spend thinking about the part spider infant was spend convincing herself that she didn’t care for him.

Having eventually given up on doing anything useful that day. Liv decided she might as well go home. It took her exactly 18 minutes to drive there and she spent all that time convincing herself that nothing could have gotten past her security. Strangely enough this did not calm her down. When she finally arrived at her house it was all she could do not to launch herself into the improvised nursery and check every inch of her masterpiece for any signs of injury. 

Instead she slowly opened the door and peaked inside. Everything was as it should be. Her robots where flying around the crib and scanning for any signs of danger. And the tiny proof of her success was laying in his crib. When she stepped inside she felt a wave of relief wash over her. The child. No. her child was okay. Softly approaching she saw her child open his wide beautiful eyes open and stare at her full of trust. She picked him up carefully 

“Hello Miles” she said. This caused him to giggle. “You had your mother quite worried, you know. I trust you had a good day” Miles cooed at her. “That’s what I thought.” She continued to talk to him for a while. Talking to a baby was one of the least crazy things she’d done. 

Yes she does care for Miles. And with that thought she started to forge the documents of Miles Octavius. 

\-----------------------------------------------------------------------------------------------------------------------------------------------------

Within a month everyone in Achemax knew about Miles. This was probably because Liv refused to leave the house without him. As she was the Head-scientist and she couldn’t just not show up for work she was forced to take Miles with her. This caused the gossip about her to increase tenfold. 

She had always been a popular subject to talk about. This was in part due to her intelligence and in part her rumored insanity. But when she walked in on Monday with a baby in her arms those hushed conversations changed. Instead of wondering what her newest experiment would be they started to wonder if Miles was really hers. Instead of questioning her sanity they started to question whether Miles would inherit her intelligence. 

It was a nice change of pace, but as people got more and more used to having Miles around. People started to get more and more bold about their theories about him. The first and most amusing theory was that Liv had been so lonely that she build herself a son. The second one was that she had cloned a man she was armored with but didn’t love her back. The third was that he was simply her and nobody had noticed her pregnancy.

The theories didn’t really bother her. People had certainly speculated worse things about her. No what really got under her skin was when people started sharing their opinions on her son. Most employees were smart enough not to say anything bad about Miles in her presence. What those bright minds didn’t know was that she had bugged every office. She had programmed those bugs to alert her whenever someone talked about something she had deemed important. It was how she kept people from betraying her, you couldn’t betray people if you were dead.

She had now set the bugs so that it would notify her as soon as someone started talking about Miles. This is what had led her to the situation now. Because while people watched their words around her. They had no such preservations around their colleagues. She had spent the entire day listening to her employees talk about Miles. it was mostly about how she had acquired the child. Some others talked about how cute her son was and how he would certainly inherit his mother’s brain. These latter made her chest fill with a warm feeling.

There were unfortunately those stupid enough to think her son was anything but perfect. Logically she knew that no human was perfect. However this did not stop her emotional side from becoming absolutely furious at the thought of someone insulting her son. She was about to go on a murderous rampage when she heard a small cry. Oh right. It was time for Miles’s bottle. She picket Miles up and started walking to the cafeteria. On the way there she heard a couple of scientist whispering about how they hoped that now that Liv had a child she’d mellow out. 

Once she had fed Miles and he had finally gone to sleep she realized she wasn’t angry anymore. She chuckled softly and looked at her precious son. “Guess you do take after that insolent arachnid. You’re only a few months old and you already saved some rude scientists from a painful death by my hand. And with that she started working on her newest project.

\------------------------------------------------------------------------------------------------------------------------------------------------------

Liv never expected having a super powered baby would be easy. She knew that raising even a normal baby was a monumental task. However knowing and doing were two entirely different things. The parenting books told her that you should always watch your child as they could get into quite some trouble on their own. This is where the first problem came in. Miles turned invisible every time he was upset. Every. Single. Time. And babies get upset very easily. For example: when she refused to pay attention to him while she was working on her theory. Invisible. When he was tired. Invisible. When she took something dangerous from him. Invisible. Sometimes he just turned invisible for seemingly no reason.

The super strength was also a problem. While Miles wasn’t nearly as strong as that spandex clad menace. He was still much stronger than the average adult. This had so far led to the destruction of two chairs, one laptop, a table, 6 doors and dozens of toys among other things. The destruction of toys was the most problematic because whenever a toy broke Miles got upset and whenever Miles was upset. He. Turned. Invisible. Seemingly the only thing he hadn’t broken yet was a person. At this rate she almost hoped he would, because at least that would bring her some entertainment.

This all led to her glaring at her seventh laptop while trying to design a door so strong that not even the red and blue nightmare could break. Miles was sleeping peacefully in the crib she had had the interns set up in the lab. Oblivious to all the damage he caused he had eventually grown bored of destroying everything in his sight. Normally Liv was all for destroying property, but not when it was her property.

She was halfway done when a small yawn alerted her that her son was awake. She quickly went to pick him up lest she wanted him to get upset and turn invisible yet again. It was endearing to see his small eyes crinkle with happiness as soon as he saw her. Anyone else would be frightened at her appearance or at least intimidated, so it was a nice change of pace. When she picked him up he started to full on giggle. The sound of her son’s laughter got rid of any annoyance like a small sun lightning up the sky. She picked him up with a smile only two people had ever seen on her face. Suddenly the smile got replaced by a puzzled frown 

Miles wouldn’t unstick from the blanket. At first Liv thought he was just holding on to it really tightly. It certainly wouldn’t be the first time, but upon closer inspection she could clearly see his hands were open. This could mean only one thing. Miles had developed another power. 

The press had once asked the super powered annoyance how he had gotten his powers. The walking failure of evolution had replied that a spider had bit him and he had fainted. Once he woke up he had the ability to do “everything a spider can” whatever that meant.

With Miles it worked differently. Liv figured this was because Miles powers were part of him. And thus developed with his body like any other skill. The invisibility had probably come first because it was a reflex. The super strength had develop around the same time as when normal babies started to lift their body on their own.

Liv had known this would eventually happen but she had just hoped it would take a little longer. Every new power meant a new thing to watch out for. She didn’t really know how sticking to things could be dangerous but she was sure Miles would manage it. At this point she had just accepted that her son and her stuff would always be in jeopardy especially when paired together. 

Now she only had to get Miles to stop sticking.

\------------------------------------------------------------------------------------------------------------------------------------------------------

Miles had learned how to crawl.

Of course this wasn’t exactly a surprise. As it was normal for a child his age to start to move around. Liv had been researching about the care and development of children ever since she first brought Miles home. The books on child care had told her that when babies started crawling your live would become ten times harder. You were supposed to constantly supervise them and make sure they wouldn’t crawl to their untimely deaths. What those books didn’t have advice for was what to do when your baby started crawling on the walls and ceilings.

Ever since Miles discovered had discover that he could move himself by putting one limb in front of the other and then repeating that process he had been unstoppable. When he inevitably reached a wall he had tried to crawl up there to. Now when a normal baby tried this they would be shortly disappointed and then they would continue to explore the floor. But when Miles tried this he discovered that he could just as easily move up there, if not more so. At first this had simply meant she now had to watch the walls and ceilings. That is, until she noticed one big flaw in this plan. Sometimes Miles stopped sticking.

It happened on a sunny Saturday. Liv had spent the entire week working on her multiverse theory and was looking forward to a relaxing weekend with her son. Miles had been with her all week but having him with her in the lab just wasn’t the same as holding him in her arms all day with no distractions. This plan was unfortunately canceled when Miles started to fuzz. Once he had experienced the miracle of movement he had become almost addicted to crawling around the room. Where just a few weeks ago she could hold him for hours without a complaint. She now had to put him down once every hour to let him roam around a little.

With a sigh she carefully set him down on the floor and watched him climb up the wall. Suddenly the phone started ringing. She had been expecting a call from a possible investor for her multiverse experiment. A rather large man named Wilson Fisk or as people in the more shady parts of the community knew him by: The Kingpin. It was highly unlikely for him to invest in something this non lucrative and seemingly pointless, but Liv hoped she could appeal to his more irrational side as a fellow villain.

She could probably leave Miles alone for a few minutes. At least for the few seconds it took to grab the phone and walk back. With one last at Miles she walked to the room where she had left her phone. It turned out that the she had left the device at the other side of the house meaning that it would take at least 5 minutes to get it and then another 5 to walk back to Miles. it was times like these that made her regret buying such a large house.  
When she had finally reached the wretched thing it had almost stopped ringing. This wasn’t a really good impression to make on a possible investor but it couldn’t be helped now.

“This is Doctor Olivia Octavius of Alchemax Labs. How may I help you.” She could hear faint grumbling on the other line 

“Octavius, late as ever I see.” The unmistakable voice of Kingpin answered. Liv had half a mind to tell him that it was Doctor Octavius, but decided against it.

Instead she snippily replied “My apologies mister Kingpin. Is there a reason you called other than to insult my punctuality.”

“There is. I was going to tell you I would consider investing in your useless little project, but I’m starting to think that won’t be necessary”.

Liv cursed softly under her breath. This was exactly why she didn’t negotiate over phone. Not only were all the unspoken little rules way too much to keep track of. She also lost about sixty percent of intimidation factor when you couldn’t see her long metallic extra limbs

“I apologies mister Kingpin. I di sincerely hope you will see how useful my machine could be. Imaging if you will. Thousands of New Yorks all waiting for you to rule them. You could be the most powerful crime lord in the world. No. the universe. If you ju-“

Suddenly an overwhelming sense of foreboding washed over her. The only other times this had happened were when Miles had tried to touch a bottle with highly dangerous acid in the labs and when he had almost put an active grenade in his mouth (those had been the most terrifying moments in her life. She had never thought anything would beat her accident, but somehow Miles had managed it). 

She started sprinting with a speed she had never before managed. When this wasn’t fast enough she let her tentacle arms unfold and started running with those. She arrived just in time to see Miles fall from the ceiling. With a speed she wished she could manage when she was fighting that annoying arachnid she shot out a tentacle. She almost collapsed from relieve when she felt a small weight land in her grasp.

She tried to calm her breathing as she slowly pulled Miles towards her. Her mind kept reminding her of what would happen if she had been just a little slower. With Miles finally safely in her arms she could calm down. She refused to let Miles go for the next two days and vowed to never let him walk around alone again until he was at least 16.

It wasn’t until she returned to work on Monday that she realized she had hung up on the Kingpin

\------------------------------------------------------------------------------------------------------------------------------------------------------

They were going to catch him. He was running as fast as he could but his tiny legs were just no match for them. He risked a quick look behind him. They were right behind him, their lab coats made them look like spirits hunting for souls to join them. He just had to reach the door and he was safe. He could see the light through the class. He reached out his hand and-

“Gotha” a breathless voice said. Two firm arms wrapped around him and lifted him up. Miles immediately started giggling.

“Jeez kid, you really gotta go easy on an old man like me. One more minute and I woulda died of exhaustion” Miles heard another voice complain.

He tried to wriggle out of the iron grip but the arms only tightened around him.

“Oh no you don’t. it already took us twenty minutes to find you. No way are we gonna let you go now. Man, you take playing hide and seek to a new extreme.” His capturer said

The other man hummed in agreement. “It’s too bad ya can’t join our sports league kiddo. With someone as fast as you we would defeat those ba-. Ow!.” Suddenly he got kicked in the shins by his companion. “I mean those jerks at Stark Industry with our eyes closed.”

Miles pouted. “Yeah, but you and Pete could still beat me”

Pete chuckled and carefully twisted Miles so he could see them. “That’s only because we’re twice your size squirt. If you ever get taller than a leprechaun I’m sure you’d beat us easily.” 

This got its intended reaction. Miles resumed his escape attempt with a newfound determination. Accidently (or maybe not so accidently) kicking Pete in the face twice. Pete tried to stop him but the two tiny sneakers coming at his face threw him of his rhythm. He shot a pleading look at his friend. Silently begging him for help. When his companion just grinned smugly he started to dramatically plead.

“John please! I’m sorry I kicked you, help me! What do I have to do to make you help me. Do you want me to tell you who stole your leftovers?! Because I will! Just safe me from this small but dangerous beast!”

John seemed to think this over before he started to point accusingly “I know who stole my leftovers Pete. It was you! I promised whoever ate my leftovers would pay! This is what ya get for eating the lasagna my husband made for me! Ya know I was saving that for lunch! I hope Miles kicks ya in your jewels for this!”

While John was loudly complaining about his leftovers Miles had managed to escape Pete’s grip. He was already at the end of the hall when John noticed this.

“Aw hell. Now we gotta catch him again."

Just as Miles turned around the corner. He could hear Pete loudly kick John in the shins for that.

\------------------------------------------------------------------------------------------------------------------------------------------------------

Jefferson Davis saw himself as a rational man. He believed everything could be explained if you just looked hard enough and that justice always caught up with you eventually. That was what happened to him anyway, he had been a stupid teen and then he got caught by the cops. 

There had always been a few exceptions to this rule though. His brother Aaron being one of them, but that was to be expected. He still had a better life then his brother and he believed that that was because he had done what was right.

After he got caught he had tried to better his life. He had started working hard in school and later in the academy. Then he met her. The most amazing woman to ever walk the earth. Rio Morales. Her smile could brighten a room and her sharp tongue could beat even the best detectives. She was absolutely perfect.

To this day Jefferson still doesn’t know how he ended up with a woman like her. Rio says it’s because of his charm but he doesn’t really believe that. They married on a Monday. It had been rainy and not many people had attended but it had been their wedding which meant it was perfect. a few weeks later they had discovered Rio was pregnant. Jefferson is man enough to admit he freaked out a little. Okay he freaked out a lot but he felt like it was justified.

The world was a scary place. Jefferson had been on both sides of the law long enough to know this. How could he ever protect a child from this? Half of the time he felt like he couldn’t even protect Rio and she was an adult fully capable of protecting herself! babies couldn’t protect themselves! They couldn’t even run away or call the cops because they’re babies!

Every time he voiced these concerns to Rio she just smiled softly and tell him. “that’s how I know you’re going to be such a great father mi amor. You’ll do whatever it takes to protect him.”

A few months later and they were driving to the hospital in Jefferson’s cruiser with the sirens on. What happened next were some of the most stressful hours of his life. It was all worth it though when he got to see his sons face. in that moment Jefferson promised himself he would never let anything happen to his son. He would fight god himself to protect this precious boy. They had already decided what to name him. Miles Morales.

Jefferson Davis saw himself as a rational man. He believed everyone got what they deserved. That was different now. Seven years ago his son disappeared from his nursery. Five years ago he broke down in front of his captain knowing they would probably never find his son. Knowing that even if they did they would have missed so many firsts. Missed his first steps and first words. When he was sad enough he thought of the survival rate of kidnapped children and cried knowing that his son was probably dead. 

\------------------------------------------------------------------------------------------------------------------------------------------------------

Miles was going to do it. He had planned for days and he hadn’t told anyone. There was no way his mom knew. She wasn’t big on secrets so she would have scolded him immediately for it. He had thought of everything. Mom was out to visit her friends, John and Pete were busy at the labs and the Octopus bots were guarding the other side of the house. Literally nothing could go wrong. 

Oh god everything was going wrong. Mom had called saying she was coming home early and the Octopus robots had finished their patrol twelve minutes before he had planned. He was also pretty sure the lab was going to catch on fire if he didn’t do something soon. It was times like these that made Miles wish spiders were known for their multitasking abilities instead of walking on walls. He started sprinting through the house at a speed that would make Olympic athletes jealous trying to find a way to clean everything up. 

Did they even own a broom?! Who knows! Miles sure didn’t! A few seconds later the fire alarm went off and the sprinklers activated. Miles was about to use some of the words John had taught him in secret when he heard sound signaling that someone was at the door. Miles had never before hoped that a stranger managed to get past the security but he was starting to now. The door opened at the same time as the Octopus bots arrived to protect him from the fire he had created. 

What happened next would be remembered for ages. It became a story shared between allies so legendary the name itself caused people to gasp. What happened next would be referred to only as. The legend of the tangled tentacles. 

Mom had come in in her other work clothes. This was something Miles hadn’t counted on seeing as she had said she was meeting with some old friends. Moving on Mom was in her work cloths which meant she had her extra appendages out. The Octopus bots also had their tentacles out, ready to protect him from any danger he might be in. this wouldn’t have been a problem if they were all watching where they were going.

The thing is they weren’t. Octopus bots had never been all that smart but they had good navigators which usually meant they didn’t hit anything unintended. Octopus bots were also very bad at predicting how other things moved. So when Mom rushed inside after presumably having heard the alarm and worrying her only son was dead the Octopus bots crashed into her. Miles would never forget the sight of his mother being tackled by her own creations. 

“CRASH!!”

**Notes for the Chapter:**

> I hope you enjoyed the second chapter! 
> 
> Let me know if you liked Pete and John! I'm not sure if I want to have them in the next chapter so your input would be greatly appreciated! As I said the plot will start in the next chapter. I will probably upload that somewhere next week! Have an amazing time until then. Comments are always welcome and appreciated!


	3. chapter 1

**Notes for the Chapter:**

> The new chapter is finally here!   
Its shorter than I'd planned but I'm still pretty proud of it! I hope you'll enjoy it and have a wonderful day/night!
> 
> (sorry for the late update btw I've just been really tired lately)

Peter had finally found it. Doc Ocks evil lair . In hind side it was pretty obvious. Seeing as he knew Ock’s identity and it was pretty easy to find the address of a famous scientist. In his defense there had never been any real need to. Ock showed up and caused some trouble once every few months. He’d kick her ass to jail and she’d escaped within a week. As weird as it sounded it was a nice routine. Anywho, he had found her secret lair. It was located a few minutes’ drive away from Alchemax hidden in the surprisingly big forest. He hadn’t exactly had time to research what it looked like but he imagined a cool fortress with spikes and an octopus logo. Maybe it was guarded by Ock bots that could shoot lasers or missiles.

He was heavily disappointed when he arrived at the source of all octopus based evil. It was just a normal house! How was he supposed to have an epic mission impossible moment when there weren’t any lasers?! There should at the very least be some guards! Ugh this was going to be the most boring super-hero breaking ever! He sulkily started climbing closer to the boring building. Because while he was extremely disappointed he still had a job to do. “With great power comes great responsibility.” He reminded himself.

Okay so the good is was that the evil lair (which might just be a house) wasn’t as lame as Peter first thought. The bad news is that he was now being chased by Ock bots repeatedly yelling intruder. He just hoped Doc Ock was a really deep sleeper because he was decidedly not ready to fight her in her own territory. He really should have listened to May and have rested before he went on his mission. But he had been in a rush okay! He had to steal the goober so that he could stop the collider thingy that Kingpin was building. 

Apparently sleep deprived spiders made horrible decisions because he had run straight to Ock’s bedroom. If she hadn’t woken up already she would soon. And…. Yep there she was in her full eight-armed glory. Wow! did she sleep in her costume? Peter knew from experience how hard it was to get in one in a hurry. Though Ock had a more armor based costume so it would be unfair to compare the two and- Oh sh*t that was close. He should really start paying more attention to this fight. He had probably missed the monologue. Oh no wait. She was still going.

“You dare enter my home you insolent arachnid?! I will rip you to shreds and feed you to live tarantulas for this! You will pay for defiling my territory like this! I can accept you breaking into my lab but this is where I draw the line! Prepare for your doom!”

Good, he hadn’t missed anything important. Just the usual death threats. Though they were a lot less original than usual. Maybe she was just tired. He jumped out of the way of some more attacks and started trying to web the extra arms to the wall. As expected that didn’t work. Peter honestly didn’t know why he kept doing that. You’d think that after the third time he’d either make a stronger web formula or stop trying. Nope! He was a stubborn spider. Were all spiders this stubborn? That would explain why they kept making webs in places where he’d removed them. No! focus Peter you’re drifting off again!

“Hey doc. I was just in the neighborhood and thought. Why don’t I pay good ol’ Ock a visit. I should have called ahead. I know, horrible manners.”

This caused Ock to get even angrier. That was good because with Ock angrier usually meant sloppier. “Wow Ock! I didn’t know you slept armed. Get it? Armed!”

The fighting continued for a while. With Peter trying to get Ock’s tentacles tangled and Ock trying to kill him. Something was off though. Normally the Ock-bots would’ve arrived by now to help their master, but there weren’t any. Peter had thought that there would be even more Ock-bots than usual since they didn’t have to fly all the way there. He knew there were some because they were the ones that had alerted Ock. It was like they had all disappeared when Ock had arrived. Oh god they weren’t invisible were they?! No, no they couldn’t be. His Spidey-sense would alert him if they were. 

But then where were they? He couldn’t think of a reason for them to be somewhere else. Unless they were protecting something else! Of course! They were protecting Ock’s super-secret hidden base! He knew there would be a cool evil lair! He just had to find it! With this in mind he started to run in the general direction he had seen the Ock-bots fly off to. 

The house was like a maze. To be honest Peter had absolutely no idea where he was going. He was just running with no direction because he didn’t know which hallway the Ock-bots had gone into and he couldn’t check them all because there was a supervillain right behind him. He decided to just switch between going left and right every time there was a turn. Man this house was big. Turns out crime does pay because there was absolutely no way a scientist could afford this place, not even a famous one. The random turn plan was going pretty bad seeing as he was now in what looked like the kitchen. No one did evil in the kitchen! (Although that pasta one of his coworkers had made could be considered criminally bad.)

While he was internally complaining Ock had caught up to him. The kitching was a lot larger than the hallway they had been fighting in earlier which gave Peter an advantage. It also had a lot more knifes. Peter knew from experience that if push came to shove Ock would use anything to get the edge. So that wasn’t good. Ock apparently wasn’t desperate enough for knifes yet because she went straight for him. Ow that hurt! He kicked her in the stomach when she got close enough. That caused her to fly into the wall. When he noticed she wasn’t unconscious yet he ran over to knock her out and restrain her. 

His Spidey-sense started ringing when he was right in front of her. At first he thought this was because he was so close to one off his greatest enemies, but upon closer inspection he realized the feeling didn’t come from his dangerous foe. It came from behind! Peter turned just in time to avoid a frying pan coming right for his head. the frying pan was followed by a bunch of plates and more pans. He started searching for the source of this attack only to find there was no one there. 

So invisible enemies were a thing. There was no other explanation. No matter how smart Ock was there was no way she had cooking gear that could attack him. Who would even design such a thing!? At least his theory from earlier was correct. His Spidey-sense did alert him to invisible foes! That was good to know. It seemed that the invisible danger had run out of thing to throw at him because nothing was flying past his head. he turned to check on Ock and was happy to find her still stuck to the wall.

What was strange though was the look on her face. Instead of the smug slightly unhinged grin he was expecting. He saw a look of absolute terror. In any other situation this would make Peter feel slightly smug. Right now it was very worrying because he had thought this was her doing. Apparently not! Just his luck! There was a dangerous invisible entity attacking him and he didn’t even know why! Well dangerous was a bit of an exaggeration since it hadn’t landed a single hit. Maybe it was a ghost! Peter was a man of science but ghost weren’t even the weirdest thing he’d seen this week.

Oh crap the ghost had grabbed a knife! God this was the worst thing he could think of happening. Ghosts weren’t supposed to use knifes! They were supposed to throw furniture at you and make the lights flicker! Why did this have to happen to him! To make things worse he didn’t even know who’s side the ghost was on! Sure it was attacking him but it could be just attacking anything in sight. The ghost apparently couldn’t teleport because he saw the knife floating towards him. In any other situation this would be hilarious. 

Suddenly something unexpected happened. The ghost started to kind of flicker? It was like something was turning it on and off. It would flicker between visibility and invisibility fast enough that he couldn’t make out any distinguishing features. He did notice however that it was small. While he had earlier assumed the thing was hunched over. He could now see it was just that tiny. Oh god was it a ghost child! That would be so sad! It could also be a demon. He remembered from a Buzzsight unresolved episode that demons could only show themselves as children. But demons didn’t need knifes right? 

The thing had stopped walking. Apparently it had noticed the flickering and was trying to stop it. Peter could make out a high voice mumbling to itself. It sounded like a nervous kid. He wasn’t close enough to make out the words (Seriously this kitchen was huge!) but he imagined it was similar to that time Peter couldn’t stop sticking to the wall of his room. That was weird. So maybe the kid was new to the whole ghost thing. Deciding to just take pity on the kid, Peter started to walk towards it. It probably wasn’t that dangerous. It hadn’t really harmed him yet and now it just looked terrified. 

That seemed to have an effect. Though not really the one he wanted. The kid stopped flickering immediately and was once again fully invisible. It raised his knife higher. Peter noticed the knife was trembling. He hadn’t been close enough to see earlier but it was clear now that whatever this thing was. It was probably way more scared than he had been of it. Peter held out his hand in a universal sign of peace. Palms open for the kid to see that he didn’t mean to harm it. He tried to smile comfortingly but that was kind of hard with his mask on. 

He kept his voice low and soft “Hey kid. You wanna tell me what you’re doing here? I promise not to hurt you. I don’t know why you attacked me but I’m sure we can figure something out. Why don’t you just put the knife away and then we can talk, Okay?”

This seemed to get an reaction. The knife lowered a bit and the kid started to flicker again. Peter was now close enough to make out some things. It seemed to be a boy in his early teens, with dark skin and curls, and big eyes. Those big eyes were filling with tears. The boy looked indecisive. His eyes kept switching between looking at Peter and at Ock. Something suddenly clicked. It certainly wouldn’t be the first time.

“Hey kid is she making you do this?” Peter asked worriedly. This caused the boy to flinch. That was answer enough for Peter. “You don’t have to, Il protect you. I can make sure she never touches you or your family again. Just let me tie her up and we can out of here. You’ll never have to see her again.”

The boy flinched again, looking over at Ock. She looked positively furious, but was apparently still to injured to move. The kid had also finally stopped flickering and was now fully visible. He somehow looked even more terrified now. Tears streaming silently down his face. Peter took another step forward to comfort the kid. Maybe hug him if he didn’t get stabbed first. Suddenly his Spidey-sense started ringing like it never had before. It wasn’t the sharp sense that came with danger. It was something different , something better. The kid looked extremely confused. At that moment Peter knew. Peter was no longer alone.

“you’re like me!” Peter said in awe. He was giddy with joy. Finally someone that could understand. Wait. Was that why Ock had taken the kid? Oh no, now he had to safe the kid! Spiders stuck together. Well, not really. Spiders were actually quite solitary creatures, but that didn’t matter! He’d teach the kid everything he knew! Was this what having younger siblings was like?!

“I don’t want to be” The kid replied. Was that anger? Peter hadn’t expected that. Sure being like him was probably the reason the kid was kidnapped in the first place, but shouldn’t he be exited? The kid seemed to gain confidence with his anger, though he still looked more scared than anything. He raised his knife and looked at him with hate in his eyes. “You hurt my mom!” The kid yelled, and jumped to stab him. Peter easily dodged it. “You hurt my mom and you still pretend you want to help me! I hate you!” The kid screamed with tears in his eyes.

Now Peter was just plain confused. He didn’t hurt innocent people. Sometimes civilians got caught in the crossfire but that hadn’t seriously hurt anyone in years. Maybe Ock had manipulated the poor kid. She could be very convincing. Peter jumped up the wall and tried to look as harmless as possible

“Look kid I don’t know what Ock told you but I promise you that she’s lying to get you on her side. If you’d just listen to me- Wait stop!”

The kid had stopped trying to attack him and was now running towards Ock and trying to free her. Ock had a weird mix of worry and relieve on her face. Wait was that love?! Peter didn’t know Ock could feel love! At that moment all the Ock-bots flew in. They were beeping louder than usual if that was even possible. They kept yelling something Peter couldn’t quite make out over the beeping. It wasn’t the usual danger or attack though. Not even the new intruder they should be saying. Oh! They were yelling protect! Well that didn’t make any sense! Unless. The kid was the thing they were trying to protect! There was no secret lab! Just the kid.

The kid had managed to break Ock out during Peter’s revelation. Apparently most people didn’t have the decency to wait when your opponent was thinking. He didn’t attack them during their monologues, the least they could do was wait during his internal ones. Never mind. So the cavalry had arrived and Ock was free. The odds weren’t really in Peter’s favor. In any other situation Peter would have made a strategic retreat by now, but he couldn’t just leave the kid behind! Even if he wasn’t a fellow spider.

It looked like he didn’t have a choice though. The kid had turned invisible again and Peter’s Spidey-sense was ringing to loudly for him to pinpoint the kids location. Also one of his most dangerous enemies was attacking him. Priorities. Peter looked around the room. There was no way he was going to win this fight. As much as it pained him he was going to have to leave the kid behind and come back for him later. No way in hell was he not rescuing the kid later.

Peter jumped towards the window and waved. “Nice meeting you kid. I hope our next conversation involves less knifes!” He winced. That was definitely not his best joke, but he was in a hurry and really tired. 

With one final wave he jumped out of the window and web-slinged away into the night. Internally panicking and resolve to call May as soon as he got home. She’d now what to do.

**Notes for the Chapter:**

> Thanks for reading! 
> 
> I hope You enjoyed it and if you didn't constructive criticism is always welcome! Comments are always welcome and very appreciated! I don"t know when I will update chapter 4 but I'l try to do it soon!
> 
> Until then have a wonderful live!


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